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Share Issuance and Disposal7362Terminalcare Support Institute Inc.Information and Communications, Services and Others

Notice Concerning the Disposal of Treasury Shares as Restricted Stock Compensation

The Board of Directors resolved to dispose of 12,400 treasury shares as restricted stock compensation to 20 employees. The disposal price is ¥832 per share, for a total of ¥10,316,800.

Worth reading
35Immaterial
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Direction
Neutral
Direction inferred from the company’s description.
Scale
12400
Shares
Wording
Definitive
How definitive the wording is.

Details of issuance or disposal

Disposal of treasury shares as restricted stock compensation

Who receives how much12,400Shares

12,400 shares of the Company's common stock (treasury shares)

20 employees of the Company12,400 shares

The lower thin line represents the existing number of shares to which these shares will be added.

¥832 per share
Total Stock-Based Compensation

Total monetary claims of ¥10,316,800

Conditions on transfer restrictions

Restricted stock is stock awarded as compensation that cannot be sold during a specified period, with the restrictions lifted once the applicable conditions are met.

Transfer restriction period
From 13 May 2026 until the later of the time immediately after the employee retires or resigns from a designated position at the Company or one of its subsidiaries, or 1 April 2027
Conditions for lifting transfer restrictions
The transfer restrictions will be fully lifted upon expiration of the restriction period, provided that the recipient continuously held a designated position at the Company or one of its subsidiaries during the service provision period. For employees, the service provision period runs from the first day of the fiscal year in which the resolution approving the allocation was made through the end of that fiscal year. In the event of retirement or resignation for a valid reason, the restrictions will be lifted on the number of shares calculated in accordance with the prescribed method.
Reason for acquisition without consideration
If, during the restriction period, the recipient commits a violation of laws or regulations or falls under any other specified event set out in the allocation agreement, the Company will acquire all of the shares for no consideration. The Company will also acquire for no consideration any shares whose transfer restrictions are not lifted upon expiration of the restriction period or at the time the restrictions are lifted.
Categories and Number of Persons Covered
20 employees of the Company, 12,400 shares
Payment date
13 May 2026
Basis for determining the amount to be paid
The closing price of the Company's common shares on the Tokyo Stock Exchange Growth Market on 13 April 2026, which was ¥832. No discount or premium was disclosed.
Details of issuance or disposal
ItemDetails
Type of issuance or disposalDisposal of treasury shares as restricted stock compensation
Number of shares to be issued or disposed of12,400 shares of the Company's common stock (treasury shares)
Issue price and disposal price¥832 per share
Payment date13 May 2026
Intended allotteeName 20 employees of the Company / Number of Shares 12,400 shares
Basis for determining the amount to be paidThe closing price of the Company's common shares on the Tokyo Stock Exchange Growth Market on 13 April 2026, which was ¥832. No discount or premium was disclosed.
Transfer restriction periodFrom 13 May 2026 until the later of the time immediately after the employee retires or resigns from a designated position at the Company or one of its subsidiaries, or 1 April 2027
Conditions for lifting transfer restrictionsThe transfer restrictions will be fully lifted upon expiration of the restriction period, provided that the recipient continuously held a designated position at the Company or one of its subsidiaries during the service provision period. For employees, the service provision period runs from the first day of the fiscal year in which the resolution approving the allocation was made through the end of that fiscal year. In the event of retirement or resignation for a valid reason, the restrictions will be lifted on the number of shares calculated in accordance with the prescribed method.
Reason for acquisition without considerationIf, during the restriction period, the recipient commits a violation of laws or regulations or falls under any other specified event set out in the allocation agreement, the Company will acquire all of the shares for no consideration. The Company will also acquire for no consideration any shares whose transfer restrictions are not lifted upon expiration of the restriction period or at the time the restrictions are lifted.
Categories and Number of Persons Covered20 employees of the Company, 12,400 shares
Total Stock-Based CompensationTotal monetary claims of ¥10,316,800
Items this document does not state (17)
Total issue valueAmount of funds to be raisedEstimated issuance expensesSpecific use of fundsIntended allottee's holding policyDilution RateTotal number of issued sharesExercise priceExercise periodNumber of Stock Acquisition RightsUnderwriter / lead underwriterOverallotmentStock Split RatioProcedures under the Corporate Code of ConductMost recent equity financingMajor shareholders after the offeringImpact on Business Performance

These are items the company does not state in this document. We do not leave them blank, nor fill them in from other sources or by inference.

The reasons the company gives

The company's own explanation, not something inferred from the numbers.

The purpose is to provide employees with an incentive to pursue sustainable growth in corporate value, promote value sharing with shareholders, and further enhance employee motivation.

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Corrections happenIf the company reissues this disclosure, the page is rebuilt from the corrected version and the revision number moves up.
Notice Concerning the Disposal of Treasury Shares as Restricted Stock Compensation | Terminalcare Support Institute Inc. (7362) timely disclosure | Komori